Convert a Windows XP Pro OEM Physical Machine into a Windows XP Pro Virtual Machine (Host PC Windows 10 Pro OEM Downgrade Rights)


This guide will instruct you on converting a Windows XP Professional OEM Physical Machine into a Virtual Machine using VMware vCentre Converter. The advantage of this is you retain all files, programs and settings after converting the physical machine to the virtual machine. For Product Activation we will port through a SLIC Version of 2.1 from the host PC to the VM and use this to activate the VM.

This guide has been tested with:

  • A physical PC that has a Dell Windows XP Pro OEM License and a Host PC that had a Dell Windows 10 Pro OEM License.
  • A Lenovo Windows XP Pro OEM License and a Host PC that had a Lenovo Windows 10 Pro OEM License.
  • A Lenovo Windows XP Pro OEM License and a Host PC that had a Dell Windows 10 Pro OEM License.

There are different reasons for using a Virtual Machine. One of the reasons is just to run Legacy Software. If you have the setup files for your software you can copy then over to the VM and install your legacy software.

The software used above is an Epson V33 scanner which has a USB port, this has updated driver software for Windows 10 64 Bit but we will pretend it doesn’t have updated driver software and connect to it through a VM via virtualisation. I want to run Windows XP 32 Bit on a Windows 10 64 Bit host and connect to the scanner using a USB Port. This is pretty easy to do. However if you are doing this with a more sophisticated scientific instrument for instance your life may not be so simple… Software may also be on a CD/DVD drive and may require the CD to be present in an optical drive to launch the setup. The software may also have a protection USB that needs to be connected to the VM in order for the software to launch. Your hardware may also use Serial Ports. Your specialised hardware may need access to a Bootable Floppy Disc. I will first list some useful USB adaptors if you are trying to connect to legacy hardware.


If your software is on a CD/DVD you may however have an issue because the host PC you wish to virtualise your VM on does not have a CD/DVD drive. Firstly if you have an old computer with a CD/DVD drive then you should use WinImage to convert your CD/DVD to an ISO which can subsequently be loaded as a Virtual Drive in the VM. For more details see WinImage and Connecting to Legacy Hardware. If you do not have a CD/DVD drive then you’ll need a CD/DVD to USB one. I recommend the following (please use the affiliate links to help fund my guides).


Floppy Discs

You may have even older software… and require a floppy drive. Firstly if you have an old computer with the Floppy drive then you should use WinImage to convert your Floppy Discs to a FLP file which can subsequently be loaded as a Virtual Drive in the VM. For more details see WinImage and Connecting to Legacy Hardware. If you do not have a Floppy drive then you’ll need a USB one. The most highly rated virtual USB to floppy drive is the Esynic one. Note if you are needing a floppy drive to use as a boot drive. I recommend the following (please use the affiliate links to help fund my guides).

USB Ports

The next is if you are wanting to interface to some legacy hardware. If the hardware has a USB port, then most modern computers have USB ports and with VMware player you can readily connect to legacy devices over USB.

If your computer is brand new and only has USB Type-C connectors then you may need a USB Type C to USB adaptor. I used these on my XPS 13 9365 (please use the affiliate links to help fund my guides).

If you need to replace your drive due to drive failure see my guide Upgrading to a SSD. However do not

Serial Ports

For Serial Ports I’ve found the following by plugable to be the most useful and have tested them on several legacy scientific instruments in the lab. The following are affiliate links to and No driver is required for the Windows 10 Host by the Windows XP guest will require the driver listed here.

Common Problems Converting a Windows XP Physical PC to a VM

The latest version of VMware vCentre Converter does not run on Windows XP:

At the end of the install it tries to start Services which it cannot do on Windows XP so it pulls up an error 1920.

Error 1920. Service VMware vCenter Converter Standalone Server (vmware-converter-server) failed to start. Verify that you have sufficient privileges to start system services.

For Windows XP you’ll need to use Version 3.03 which is archived here:

You will also need an external Hard Drive. This has to be less than 2 TB in size and has to be setup using the MBR Partition Scheme as Windows XP will not be able to do anything that is GPT formatted (which is the default today):

To do this, in Windows 10, right click Disk Management:

Select your external hard drive and right click it:

Select Convert to MBR Disk…

Right click the Unallocated Space and select New Simple Volume:

Select Next:

Select Next:

Select Next:

Select Next:

Select Finish:

It will Format the External HDD:

It will be then ready to use:

You will also need VMware player:

Normally when one converts a physical machine into a virtual machine they encounter Microsoft Product Activation issues. The solution touted on other guides is to purchase a Retail License… This is kind of hard to do as Microsoft don’t sell Windows XP Pro anymore.

In this guide we will use OEM Downgrade Rights and therefore need a host PC (new Dell, Lenovo, HP PC) with a Windows 10 Pro OEM License. The original PC (old PC) being converted should have a Windows XP Pro OEM License. In my case both PCs will be Dell Models.

Physical PC Checks – OptiPlex 390

I am going to check the Product Activation status of the physical PC. Press [Windows] and [ r ] and type in the following in the run box:

oobe/msoobe /a

I am going to check the system information of the physical PC. Press [Windows] and [ r ] and type in the following in the run box:


Using VMware Converter to Convert a Physical PC into a VM

Insert your external hard drive into the Windows 7 PC you wish to convert. Launch the VMware converter setup.

Select Run:

The setup will extract:

Select Next:

Accept the License Agreement and select Next:

Select Typical and then Next:

Select Install:

Run VMware Converter now:

Select Continue in Starter Mode:

Select Convert Machine:

Select Next:

Select Next:

Select Physical Computer and then Next:

Select This Local Machine and then Next:

Check all Volumes you want to include in your VM and then select Next:

Select Next:

Select Other Virtual Machine and then select Next:

Type in your VMs name and then select Browse:

Select your External Hard Drive and Make a New Folder:

Select this folder and select OK:

Select Workstation 5 and select Next:

Select Allow Virtual Disk Files to Expand and then press Next:

As Windows XP is insecure I’m going to uncheck Connect at Power On and Select Next:

Select Install VMware Tools and Remove All System Restore Points, then select Next:

Select Finish:

It will now begin to convert, this may take several hours:

When it’s done it will say complete and you can close down VMware converter:

You can then look at the files created on the external hard drive:

Passing Through the SLIC to the VM

It is recommended to copy your VM onto an internal SSD for best performance. Also this way you always have a backup on your external HDD that is untouched to fall back onto. I will use my D:\ Drive.

Open the folder of the VM:

Open the subfolder:

Expand the column Type:

Look for the VMware virtual machine configuration file and right click it:

Select Open With… then Notepad:

To the bottom of the file we need to copy and paste four lines of code:

acpi.passthru.slic = "TRUE"
acpi.passthru.slicvendor = "TRUE"
SMBIOS.reflecthost = "TRUE"
bios440.filename = "Dell.rom"

Once you have done this select File and Save and close down notepad:

Now we need to copy the Dell.rom file to this folder (which can be downloaded by clicking the image below). The Dell.rom appears to also work with other OEMs such as Lenovo.


Launching the Virtual Machine

This time Open the VM with VMware Player:

Right click the virtual machine configuration file and select Open with VMware Player:

The VM will start:

Additional files will show up in the VM’s folder. You may get an error message daying cannot connect to virtual device because no corresponding device is found on the host. Select No.

You will see the Virtual Legacy BIOS splash screen:

The Windows XP splash screen:

You will be logged into Windows XP. Here it may seem like nothing is happening as the taskbar does not display. The VM is setting up in the background, leave it idle for 5-10 minutes.

The taskbar will display, ignore any dialog boxes. Drivers and VMware tools will install in the background.

Then the VM will restart automatically:

The VM now has drivers and VMware tools installed. You can now resize it:

You may get dialog boxes such as this one shown. This is essentially an application for the audio driver of the physical host. The audio has been replaced by a virtualised equivalent so the program cannot find the hardware. This may also happen with graphics cards and network adaptors:

Click the Display balloon for Display Settings:

Check “In Future, do not show me the dialog box”:

Now go to Start and Control Panel:

Then Add or Remove Programs:

Find the Program that is nagging you and uninstall it:

Now turn off your XP VM:

If VMware player is open your VM may not display. Close it and reopen it:

Right click your VM and select Settings…

Change your Memory to 2048 MB (2 GB). Here the host PC has 8 GB of RAM and assigning so much memory to the VM actually slows down the system. If it had 16 GB of RAM or more then it would be okay to set it at the maximum 4096 (4 GB) for 32 Bit Windows XP:

Change the number of cores in the processor to 2:

Select OK and launch the VM:

Checking Product Activation

If your VM has a Dell Windows XP Pro OEM installed and your host PC has a Dell Windows 10 Pro OEM License you should be activated. Press [Windows] and [ r ] and type in:

oobe/msoobe /a

You should see that Windows XP is activated:

Press [Windows] and [ r ] and type in:

You should see that your System Manufacturer is Dell and your system model is Dell as passed through via the Virtual machine configuration file:

Connecting Additional Hardware to the VM

I will use the simple example of connecting to a USB Device, an Epson V33, this has modern drivers so can be ran in Windows 10 natively but we can pretend it doesn’t and use the XP VM to connect to it, install the driver software for it and use it to scan an image and then copy the image to the host.

If I open up the Device Manager in the host and the VM. I can see the Epson scanner shows under the host.

We can select Player → Removable Devices → Epson V330 → Connect.

It now shows in the guest’s Device Manager and does not display under the host’s Device Manager:

I do not need to bother with driver installation as the physical PC we made the VM from had the driver and scanner software installed. Now I can use the VM to scan from the scanner:

I get the scanned image which I can drag and drop it back through to the host:

Adding Virtual Serial and Parallel Ports

Make sure your VM is powered down. Insert your USB to Serial Adapter (see recommendation above). Right click the start button and select Device Manager:


I can see the Devices listed:

USB Serial Ports

These USB to serial ports work very well with VMware player. Open VMware player. To use Serial Ports go to Player → File → Preferences…:


Select Change Settings, accept the User Account Control:


Then select Enable Virtual Printers and then select ok:


Now highlight your VM and select Edit Virtual Machine Settings:


Select Add…:


Select Serial Port and then select next:


Select Use physical serial port on the host and then select next:


Select the Serial Port you want to Add and select Finish:


Repeat for any other Serial Ports. You should see them listed. Unfortunately a Windows XP VM has COM1 on the virtual machine assigned and as a consequence has assigned Serial Port COM1 on the host to Serial Port COM2 on the guest. This should be amended. In this case COM3 is assigned as COM3 on both the host and guest:


Since these are USB to Serial Ports. Note that we want the VM to use them as Serial Ports and hence for the Host to retain them as USB Devices. Therefore the Serial Ports should be Enabled in the VM (checked) and the USB Devices shouldn’t be Enabled (unchecked) in the VM.


The Device Manager should be opened in the VM:


Right click COM1 and select Properties:


Select Port Settings:


Select Advanced:


Now change the COM port number to an unused Port e.g. COM256 and select OK:


You’ll need to refresh the Device Manager to make the changes:


Repeat the procedure for COM2 and assign it to COM1. Now the Host COM port designation and Guest COM port designation match which should prevent confusion moreover certain Com ports numbers may need to be designed for your legacy software to interface with the hardware correctly.


You can now control devices by plugging them into the serial/parallel ports of the host PC and by launching the legacy software in the VM in an identical manner to the USB scanner I demonstrated earlier.

If you are using the USB CD/DVD Drive or USB Floppy Drive you can connect these using very similar instructions to above.




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